AISoftw@re makes offer for Brainspark

The Italian company AISoftw@re, which is listed on Nasdaq Europe and the Milanese Nuovo Mercato, has made a recommended offer for BrainSpark, a UK-based venture capital company that focuses on online professional services companies. The transaction will consist of a cash offer of around £3.6m. AISoftw@re currently holds 3.69% of BrainSpark’s equity. The offer, which is dependent on reaching 50.1% of the capital, will be in cash at a price per share of £4.25, with a premium of 21.4% on December 27th’s quotation (the last day of trading prior to the takeover bid), for a counter-value of approximately £3.6m. Currently, BrainSpark’s share capital is valued at approximately £5.24m. The agreement also includes a clause under which BrainSpark must have a minimum of £4.8m at the closing OPA. The operation will be financed from AISoftw@re’s own capital. In agreement with AISoftw@re, Cross Atlantic Capital partners – the US investment company managing cross-Atlantic Fund LP and Co-investment 2000 Fund which holds 28.58% of the company – will accept the offer and will remain a shareholder in BrainSpark with two seats on the board. AISoftw@re confirms that it will retain BrainSpark’s listing on the AIM on the LSE.

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• Southern Europe